102982 Federal Register / Vol. 89, No. 243 / Wednesday, December 18, 2024 / Notices 

22See supra note 18. 

23 15 U.S.C. 78s(b)(3)(A)(ii). 

24 17 CFR 240.19b–4(f)(2). 25 17 CFR 200.30–3(a)(12). 

cancelations, and purge requests. By 

providing firms the ability to test all of 

these features in the test environment 

prior to implementing them in the live 

trading environment, the Exchange 

believes this will reduce the likelihood 

of a potentially disruptive system failure 

in the live trading environment, which 

has the potential to affect all market 

participants. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will result in 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. The 

Exchange made connectivity access to 

the test environment available to keep 

pace with technological changes in the 

industry and evolving customer needs 

and demands, and believes the product 

will contribute to robust competition 

among national securities exchanges. As 

a result, the Exchange believes this 

proposed rule change permits fair 

competition among national securities 

exchanges. 

The Exchange believes the proposed 

fee would not cause any unnecessary or 

inappropriate burden on intermarket 

competition as other exchanges are free 

to introduce their own comparable 

testing environments for free or lower 

prices, which several competing 

exchanges already provide.22 The 

Exchange operates in a highly 

competitive environment, and its ability 

to price access to the test environment 

is constrained by the optional nature of 

accessing the test environment via a 

dedicated cross connect. Providing 

access to the test environment via 

dedicated cross connection is provided 

purely for convenience, in response to 

Member demand, and, again, would be 

entirely optional. The Exchange notes 

that use of accessing the test 

environment via a dedicated cross 

connection would be completely 

voluntary and is simply an additional 

optional means to access the test 

environment. Members who do not 

prefer the to access the test environment 

via a dedicated cross connection and 

pay the applicable fee will be able to 

continue to perform the same testing 

functions when accessing the test 

environment via the existing VPN 

internet access for free. The Exchange 

must consider this in its pricing 

discipline in order to attract subscribers. 

The Exchange believes that if it were to 

propose a fee that is excessively high, it 

would simply serve to reduce demand 

for the Exchange’s product, which as 

discussed, Members and non-Members 

are under no obligation to utilize. 

The Exchange does not believe the 

proposed rule change would cause any 

unnecessary or inappropriate burden on 

intramarket competition. Particularly, 

the proposed fee applies uniformly to 

any purchaser in that the Exchange does 

not differentiate between subscribers 

that wish to access the testing systems 

environment via a dedicated cross 

connect via either a 1Gb or 10Gb 

connection. The proposed fee is set at a 

modest level that would allow any 

interested market participant to 

purchase access to the test environment 

based on their business needs. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were either 

solicited or received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 

19(b)(3)(A)(ii) of the Act,23 and Rule 

19b–4(f)(2) 24 thereunder. At any time 

within 60 days of the filing of the 

proposed rule change, the Commission 

summarily may temporarily suspend 

such rule change if it appears to the 

Commission that such action is 

necessary or appropriate in the public 

interest, for the protection of investors, 

or otherwise in furtherance of the 

purposes of the Act. If the Commission 

takes such action, the Commission shall 

institute proceedings to determine 

whether the proposed rule should be 

approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

comment form (https://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include file number SR– 

EMERALD–2024–27 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to file 

number SR–EMERALD–2024–27. This 

file number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

internet website (https://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549, on official 

business days between the hours of 10 

a.m. and 3 p.m. Copies of the filing also 

will be available for inspection and 

copying at the principal office of the 

Exchange. Do not include personal 

identifiable information in submissions; 

you should submit only information 

that you wish to make available 

publicly. We may redact in part or 

withhold entirely from publication 

submitted material that is obscene or 

subject to copyright protection. All 

submissions should refer to file number 

SR–EMERALD–2024–27 and should be 

submitted on or before January 8, 2025. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.25

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–29924 Filed 12–17–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101902; File No. SR– 

PEARL–2024–57] 

Self-Regulatory Organizations; MIAX 

PEARL, LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend the MIAX Pearl 

Equities Fee Schedule To Make a NonSubstantive Change 

December 12, 2024. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 


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Federal Register / Vol. 89, No. 243 / Wednesday, December 18, 2024 / Notices 102983 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3 15 U.S.C. 78s(b)(3)(A)(iii). 

4 17 CFR 240.19b–4(f)(6). 

5Rebates are indicated by parentheses. See the 

General Notes section of the Fee Schedule. 

6See Fee Schedule, Section (1)(a). 

7 Id. 

8A ‘‘Retail Order’’ is an agency or riskless 

principal order that meets the criteria of FINRA 

Rule 5320.03 that originates from a natural person 

and is submitted to the Exchange by a Retail 

Member Organization, provided that no change is 

made to the terms of the order with respect to price 

or side of market and the order does not originate 

from a trading algorithm or any other computerized 

methodology. See Exchange Rule 2626(a)(2). 

9See Securities Exchange Act Release No. 92452 

(July 20, 2021), 86 FR 40092 (July 26, 2021) (SR– 

PEARL–2021–34). 

10 15 U.S.C. 78f(b). 

11 15 U.S.C. 78f(b)(5). 

(‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on December 

4, 2024, MIAX PEARL, LLC (‘‘MIAX 

Pearl’’ or ‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I and II 

below, which Items have been prepared 

by the Exchange. The Exchange has 

designated the proposed rule change as 

constituting a ‘‘non-controversial’’ rule 

change pursuant to Section 

19(b)(3)(A)(iii) of the Act 3 and Rule 

19b–4(f)(6) thereunder,4 which renders 

the proposal effective upon receipt of 

this filing by the Commission. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to amend the 

fee schedule (the ‘‘Fee Schedule’’) 

applicable to MIAX Pearl Equities, an 

equities trading facility of the Exchange. 

The text of the proposed rule change 

is available on the Exchange’s website at 

https://www.miaxglobal.com/markets/ 

us-equities/pearl-equities/rule-filings, at 

MIAX Pearl’s principal office, and at the 

Commission’s Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

forth in sections A, B, and C below, of 

the most significant aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend the 

table in Section (1)(a) of the Fee 

Schedule, which provides the 

Exchange’s standard rates for adding or 

removing liquidity in all securities, to 

make a non-substantive, clarifying 

change. 

Background 

Currently, the Standard Rates table in 

Section (1)(a) of the Fee Schedule 

provides the standard rates for 

executions of orders in all securities that 

add or remove liquidity from the 

Exchange as well as the corresponding 

liquidity indicator code applicable to 

such transaction. In particular, the 

Exchange provides a standard rebate of 

($0.0021) 5 per share for executions of 

orders in securities priced at or above 

$1.00 per share that add displayed 

liquidity to the Exchange across all 

tapes.6 The Exchange provides a 

standard rebate of 0.15% of the total 

dollar value of the transaction for 

executions of orders in securities priced 

below $1.00 per share that add 

displayed liquidity to the Exchange 

across all tapes.7 The Exchange provides 

in the Standard Rates table in Section 

(1)(a) of the Fee Schedule that the 

liquidity indicator codes that apply to 

the above-described transactions are 

‘‘AA’’ (Adds Liquidity, Displayed Order 

(Tape A)); ‘‘AB’’ (Adds Liquidity, 

Displayed Order (Tape B)); ‘‘AC’’ (Adds 

Liquidity, Displayed Order (Tape C)); 

and ‘‘AR’’ (Retail Order, Adds Liquidity, 

Displayed Order (All Tapes)).8 Effective 

beginning July 1, 2021, the Exchange 

established liquidity indicator code 

‘‘AR,’’ which provides a higher standard 

rebate for executions of Retail Orders in 

securities priced at or above $1.00 per 

share that add displayed liquidity to the 

Exchange across all tapes. This is the 

‘‘standard rate’’ of ($0.0037) per share 

for such Retail Order transactions.9

Proposal 

The Exchange proposes to amend the 

Standard Rates table in Section (1)(a) of 

the Fee Schedule to add a new column 

that will describe the rebate applicable 

to executions of Retail Orders in all 

securities that add displayed liquidity to 

the Exchange across all tapes. The 

Exchange proposes to delete liquidity 

indicator code ‘‘AR’’ from the first 

column of rebates titled ‘‘Adding 

Liquidity Displayed Order’’ and create a 

new column titled ‘‘Adding Liquidity 

Displayed Retail Order,’’ which will 

apply only to liquidity indicator code 

‘‘AR’’. Since liquidity indicator code 

‘‘AR’’ is currently in the first column of 

the Standard Rates table, this suggests 

incorrectly that the rebate for executions 

of Retail Orders in securities at or above 

$1.00 per share that add displayed 

liquidity to the Exchange across all 

tapes is ($0.0021) per share; however, 

since July 2021, the Exchange has 

provided market participants the correct 

rebate of ($0.0037) per share for such 

transactions in Retail Orders. This 

proposal will eliminate the erroneous 

text regarding the rebate applicable to 

executions of Retail Orders in securities 

at or above $1.00 per share that add 

displayed liquidity to the Exchange 

across all tapes. 

The proposed new column will 

describe the current standard rates 

applicable to executions of Retail Orders 

in all securities that add displayed 

liquidity to the Exchange across all 

tapes. In particular, the first row of the 

new column will show the standard 

rebate of ($0.0037) per share for 

executions Retail Orders in securities 

priced at or above $1.00 per share that 

add displayed liquidity to the Exchange 

across all tapes. The second row will 

show the standard rebate of 0.15% of 

the total dollar value of the transaction 

for executions Retail Orders in 

securities priced below $1.00 per share 

that add displayed liquidity to the 

Exchange across all tapes. Finally, the 

third row will show the applicable 

liquidity indicator code of ‘‘AR.’’ The 

Exchange does not propose to amend 

any rebates or fees. The purpose of the 

proposed change is to provide greater 

clarity within the Fee Schedule. 

2. Statutory Basis 

The Exchange believes that the 

proposed change is consistent with 

Section 6(b) of the Act 10 in general, and 

further the objectives of Section 6(b)(5) 

of the Act,11 in particular, in that it is 

designed to promote just and equitable 

principles of trade, foster cooperation 

and coordination with persons engaged 

in regulating, clearing, settling, 

processing information with respect to, 

and facilitating transactions in 

securities, remove impediments to and 

perfect the mechanisms of a free and 

open market and a national market 

system and, in general, protect investors 

and the public interest. 

The Exchange believes the proposed 

changes promote just and equitable 

principles of trade and remove 

impediments to and perfects the 


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102984 Federal Register / Vol. 89, No. 243 / Wednesday, December 18, 2024 / Notices 

12The term ‘‘Equity Member’’ is a Member 

authorized by the Exchange to transact business on 

MIAX Pearl Equities. See Exchange Rule 1901. 

13See Fee Schedule, Section (1)(a). 

14 15 U.S.C. 78s(b)(3)(A). 

15 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires a self-regulatory organization to give 

the Commission written notice of its intent to file 

the proposed rule change, along with a brief 

description and text of the proposed rule change, 

at least five business days prior to the date of filing 

of the proposed rule change, or such shorter time 

as designated by the Commission. The Exchange 

has satisfied this requirement. 

16 17 CFR 240.19b–4(f)(6). 

17 17 CFR 240.19b–4(f)(6)(iii). 

18For purposes only of waiving the 30-day 

operative delay, the Commission has considered the 

proposed rule’s impact on efficiency, competition, 

and capital formation. See 15 U.S.C. 78c(f). 

mechanism of a free and open market 

and a national market system because 

the proposed changes will provide 

greater clarity to Equity Members 12 and 

the public regarding the Exchange’s Fee 

Schedule. This is because the Fee 

Schedule, as currently stated, may be 

unclear as to which rebate market 

participants will receive for executions 

of Retail Orders in securities priced at 

or above $1.00 per share that add 

displayed liquidity to the Exchange, 

which is ($0.0037) per share and not 

($0.0021) per share.13 The proposed 

changes will provide greater clarity 

within the Fee Schedule by eliminating 

what could be read as an inapplicable 

rebate of ($0.0021) per share for 

executions of Retail Orders in securities 

priced at or above $1.00 per share that 

add displayed liquidity to the Exchange 

since the Exchange established the 

rebate of ($0.0037) per share for such 

transactions in Retail Orders in July 

2021 and has provided the correct 

rebate since that time. 

With the addition of the new column, 

the Exchange will provide greater clarity 

regarding the standard rates in the Fee 

Schedule. The Exchange believes this 

proposed change will make it easier for 

Equity Members to interpret the 

Exchange’s Fee Schedule, render the 

Fee Schedule more accurate and reduce 

potential investor confusion, which 

removes impediments to and perfects 

the mechanism of a free and open 

market and a national market system. 

The Exchange does not propose to 

amend any rebates or fees. It is in the 

public interest for the Exchange’s Fee 

Schedule to be clear and consistent so 

as to eliminate the potential for 

confusion. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed change will impose any 

burden on competition not necessary or 

appropriate in furtherance of the 

purposes of the Act. Specifically, the 

Exchange believes the proposed change 

will not impose any burden on intramarket competition as there is no 

change to the Exchange’s rebates or fees 

and because the Exchange’s Fee 

Schedule will continue to apply equally 

to all market participants. The proposal 

will have no impact on competition as 

it is not designed to address any 

competitive issue but rather is designed 

to provide clarity regarding the 

Exchange’s rebates for certain types of 

transactions. The proposal will not 

impose any burden on competition; 

rather it will make it easier for Equity 

Members to interpret the Exchange’s Fee 

Schedule, which may reduce potential 

investor confusion. 

The Exchange does not believe the 

proposal will impose any burden on 

inter-market competition as the 

proposal does not address any 

competitive issues and is intended to 

protect investors by providing greater 

clarity regarding the Exchange’s 

standard rate for executions of Retail 

Orders in securities priced at or above 

$1.00 per share that add displayed 

liquidity to the Exchange across all 

tapes. The Exchange does not believe 

that the proposal will harm another 

exchange’s ability to compete. 

Accordingly, the Exchange does not 

believe the proposal imposes any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing proposed rule 

change does not: (i) significantly affect 

the protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days after the date of 

the filing, or such shorter time as the 

Commission may designate if consistent 

with the protection of investors and the 

public interest, it has become effective 

pursuant to Section 19(b)(3)(A) of the 

Act 14 and Rule 19b–4(f)(6) 15

thereunder. 

A proposed rule change filed under 

Rule 19b–4(f)(6) 16 normally does not 

become operative prior to 30 days after 

the date of the filing. However, pursuant 

to Rule 19b–4(f)(6)(iii),17 the 

Commission may designate a shorter 

time if such action is consistent with the 

protection of investors and the public 

interest. The Exchange has asked the 

Commission to waive the 30-day 

operative delay so that the proposed 

rule change may become operative upon 

filing. The Exchange states that the 

proposed rule change does not 

significantly affect the protection of 

investors or the public interest because 

the proposed addition of a new column 

to show the standard rates for 

executions of Retail Orders in all 

securities that add displayed liquidity to 

the Exchange across all tapes is a nonsubstantive, clarifying edit that does not 

propose to amend any current fees or 

rebates. Further, the Exchange states 

that is in the public interest for the Fee 

Schedule to be clear and consistent. The 

proposed rule change does not raise any 

new or novel issues, and is intended to 

reduce the potential for confusion 

within the Exchange’s Fee Schedule. 

For these reasons, the Commission 

believes that waiving the 30-day 

operative delay is consistent with the 

protection of investors and the public 

interest. Therefore, the Commission 

hereby waives the operative delay and 

designates the proposal operative upon 

filing.18

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

should be approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

comment form (https://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include file number SR– 

PEARL–2024–57 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 


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Federal Register / Vol. 89, No. 243 / Wednesday, December 18, 2024 / Notices 102985 

19 17 CFR 200.30–3(a)(12). 

1 12 U.S.C. 5465(e)(1). 

2 17 CFR 240.19b–4(n)(1)(i). 

3Securities Exchange Act Release No. 98227 

(Aug. 25, 2023), 88 FR 60251 (Aug. 31, 2023). 

4Comments on the Initial Filing are available at 

https://www.sec.gov/comments/sr-dtc-2023-801/ 

srdtc2023801.htm. 

5 12 U.S.C. 5465(e)(1). 

6 17 CFR 240.19b–4(n)(1)(i). 

7See Securities Exchange Act Release No. 98227 

(Aug. 25, 2023), 88 FR 60251 (Aug. 31, 2023) (SR– 

DTC–2023–801). 

8See Securities Exchange Act Release Nos. 82377 

(Dec. 21, 2017), 82 FR 61617 (Dec. 28, 2017) (SR– 

DTC–2017–004; SR–FICC–2017–008; SR–NSCC– 

2017–005). Following the completion of the initial 

issuance and private placement of senior notes, the 

Clearing Agencies would file a proposed rule 

change to amend the Framework to include the 

proceeds of the Debt Issuance as an additional 

qualifying liquidity resource of DTC. 

9Capitalized terms not defined herein are defined 

in the Rules, By-Laws and Organization Certificate 

of DTC (‘‘Rules’’) available at www.dtcc.com/∼/ 

Continued 

All submissions should refer to file 

number SR–PEARL–2024–57. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

internet website (https://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549, on official 

business days between the hours of 10 

a.m. and 3 p.m. Copies of the filing also

will be available for inspection and

copying at the principal office of the

Exchange. Do not include personal

identifiable information in submissions;

you should submit only information

that you wish to make available

publicly. We may redact in part or

withhold entirely from publication

submitted material that is obscene or

subject to copyright protection. All

submissions should refer to file number

SR–PEARL–2024–57 and should be

submitted on or before January 8, 2025.

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.19

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–29928 Filed 12–17–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101890; File No. SR–DTC– 

2023–801] 

Self-Regulatory Organizations; The 

Depository Trust Company; Notice of 

Filing of Amendment No. 1 to Advance 

Notice To Raise Prefunded Liquidity 

Resources Through the Periodic 

Issuance and Private Placement of 

Senior Notes 

December 12, 2024. 

On August 15, 2023, The Depository 

Trust Company (‘‘DTC’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) advance notice SR– 

DTC–2023–801 (‘‘Initial Filing’’) 

pursuant Section 806(e)(1) of Title VIII 

of the Dodd-Frank Wall Street Reform 

and Consumer Protection Act entitled 

the Payment, Clearing, and Settlement 

Supervision Act of 2010 (‘‘Clearing 

Supervision Act’’) 1 and Rule 19b– 

4(n)(1)(i) under the Securities Exchange 

Act of 1934 (‘‘Act’’).2 The Initial Filing 

was published for comment in the 

Federal Register on August 31, 2023.3

The Commission has received comment 

on the Initial Filing.4 Notice is hereby 

given that on December 3, 2024, DTC 

filed with the Commission Amendment 

No. 1 to the Initial Filing as described 

in Items I, II and III below, which Items 

have been prepared by the clearing 

agency. This Amendment No. 1 

supersedes and replaces the Initial 

Filing in its entirety. The Commission is 

publishing this notice to solicit 

comments on Amendment No. 1 from 

interested persons. 

I. Clearing Agency’s Statement of the

Terms of Substance of the Advance

Notice

Pursuant to the Clearing Supervision 

Act 5 and Rule 19b–4(n)(1)(i) under the 

Act,6 DTC is filing this Amendment No. 

1 to advance notice SR–DTC–2023–801 7

in connection with a proposal to raise 

prefunded liquidity resources through 

the periodic issuance and private 

placement of senior notes (‘‘Debt 

Issuance’’). The proceeds from the Debt 

Issuance would supplement DTC’s 

existing default liquidity risk 

management resources, as described in 

greater detail below. 

II. Clearing Agency’s Statement of the

Purpose of, and Statutory Basis for, the

Advance Notice

In its filing with the Commission, the 

clearing agency included statements 

concerning the purpose of and basis for 

the Advance Notice and discussed any 

comments it received on the Advance 

Notice. The text of these statements may 

be examined at the places specified in 

Item IV below. The clearing agency has 

prepared summaries, set forth in 

sections A and B below, of the most 

significant aspects of such statements. 

(A) Clearing Agency’s Statement on

Comments on the Advance Notice

Received From Members, Participants,

or Others

Written comments on the advance 

notice have not been solicited or 

received. DTC will notify the 

Commission of any written comments 

received by DTC. If any written 

comments are received by DTC, they 

will be publicly filed as an Exhibit 2 to 

this filing. 

Persons submitting comments are 

cautioned that, the Commission does 

not edit personal identifying 

information from comment submissions. 

Commenters should submit only 

information that they wish to make 

available publicly, including their 

name, email address, and any other 

identifying information. 

All prospective commenters should 

follow the Commission’s instructions on 

how to submit comments, available at 

www.sec.gov/regulatory-actions/how-tosubmit-comments. General questions 

regarding the rule filing process or 

logistical questions regarding this filing 

should be directed to the Main Office of 

the Commission’s Division of Trading 

and Markets at tradingandmarkets@

sec.gov or 202–551–5777. 

DTC reserves the right not to respond 

to any comments received. 

(B) Advance Notice Filed Pursuant to

Section 806(e) of the Clearing

Supervision Act

Description of Proposed Change 

DTC is proposing to raise prefunded 

liquidity through the periodic issuance 

and private placement of senior notes to 

qualified institutional investors in an 

aggregate amount not to exceed $3 

billion, as described in greater detail 

below. The proceeds of the Debt 

Issuance would supplement DTC’s 

qualifying liquidity resources, which are 

described in the Clearing Agency 

Liquidity Risk Management Framework 

(‘‘Framework’’) 8 and include cash 

deposits to its Participants Fund and 

cash that would be obtained by drawing 

upon DTC’s committed 364-day credit 

facility with a consortium of banks 

(‘‘Line of Credit’’).9


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